Finley Financial LLC

Item 5 – Fees and Compensation

A    Finley Financial is a fee-only advisory Firm, meaning we are compensated only by our Clients
     and do not receive compensation or commissions from any other parties. We believe this
     method of compensation minimizes conflicts of interest.

     In consideration for our services, Clients pay us a fee monthly in advance. The fee will be
     equal to the agreed upon rate per annum, based on the market value of Client’s assets on the
     last day of the previous month.

     Compensation to us for our services will be calculated in accordance with the Investment
     Advisory Agreement (“IAA”) which is entered into with each Client. We reserve the right to
     amend the fee but only upon 30-days prior written notice to each Client. Advisory fees are
     negotiable on a per-client basis due to factors such as the complexity of the client financial
     circumstances and needs, relationships with other clients or employees of our firm, our
     expectation of future assets under management and other factors we deem relevant.

     STANDARD FEE SCHEDULE
     We charge up to 1.50% annually for the assets we manage.

     For purposes of determining value, securities, mutual funds and other instruments traded on a
     market for which actual transaction prices are publicly reported shall be valued at the last
     reported sale price on the principal market in which they are traded.

     Rollover Recommendations
     As part of our investment advisory services to you, we may recommend that you roll assets
     from your employer’s retirement plan, such as a 401(k), 457, or ERISA 403(b) account
     (collectively, a “Plan Account”), to an individual retirement account, such as a SIMPLE IRA,
     SEP IRA, Traditional IRA, or Roth IRA (collectively, an “IRA Account”) that we will manage
     on your behalf. We may also recommend rollovers from IRA Accounts to Plan Accounts, from
     Plan Accounts to Plan Accounts, and from IRA Accounts to IRA Accounts. When we provide
     any of the foregoing rollover recommendations we are acting as fiduciaries within the meaning
     of Title I of the ERISA and/or the Internal Revenue Code (“IRC”), as applicable, which are
     laws governing retirement accounts.

     If you elect to roll the assets to an IRA that is subject to our management, we will charge you
     an asset-based fee as set forth in the advisory agreement you executed with our firm. This
     creates a conflict of interest because it creates a financial incentive for our firm to recommend
     the rollover to you (i.e., receipt of additional fee-based compensation). You are under no
     obligation, contractually or otherwise, to complete the rollover. Moreover, if you do complete
     the rollover, you are under no obligation to have the assets in an IRA managed by our firm.
     Due to the foregoing conflict of interest, when we make rollover recommendations, we operate
     under a special rule that requires us to act in your best interests and not put our interests ahead
     of yours.

                                FINLEY FINANCIAL, LLC
                          Part 2A of Form ADV – Firm Brochure

Under this special rule’s provisions, we must:

     meet a professional standard of care when making investment recommendations (give
      prudent advice);
     never put our financial interests ahead of yours when making recommendations (give
      loyal advice);
     avoid misleading statements about conflicts of interest, fees, and investments;
     follow policies and procedures designed to ensure that we give advice that is in your
      best interests;
     charge no more than a reasonable fee for our services; and
     give you basic information about conflicts of interest.

Many employers permit former employees to keep their retirement assets in their company
plan. Also, current employees can sometimes move assets out of their company plan before
they retire or change jobs. In determining whether to complete the rollover to an IRA, and to
the extent the following options are available you should consider the costs and benefits of a
rollover.

Note that an employee will typically have four options in this situation:

    1.   leaving the funds in your employer’s (former employer’s) plan;
    2.   moving the funds to a new employer’s retirement plan;
    3.   cashing out and taking a taxable distribution from the plan; or
    4.   rolling the funds into an IRA rollover account.

Each of these options has positives and negatives. Because of that, along with the importance
of understanding the differences between these types of accounts, we will provide you with a
written explanation of the advantages and disadvantages of both account types and the basis
for our belief that the rollover transaction we recommend is in your best interests.

As an alternative to providing you with a rollover recommendation, we may instead elect to
take an entirely educational approach in accordance with the U.S. Department of Labor’s
Interpretive Bulletin 96-1. Under this approach, our role will be limited only to providing you
with general educational materials regarding the pros and cons of rollover transactions. We will
make no recommendation to you regarding the prospective rollover of your assets and you are
advised to speak with your trusted tax and legal advisors with respect to rollover decisions. As
part of this educational approach, we may provide you with materials discussing some or all of
the following topics: the general pros and cons of rollover transactions; the benefits of
retirement plan participation; the impact of pre-retirement withdrawals on retirement income;
the investment options available inside your Plan Account; and high level discussion of general
investment concepts (e.g., risk versus return, the benefits of diversification and asset allocation,
...

Item 7 – Types of Clients

We provide investment advice to the following types of Clients:

    Individuals, including High Net Worth Individuals
    Trusts and Estates
    Small Businesses

Because each Client is unique we encourage involvement in the planning and processes involved in
the management of their accounts. Such involvement does not have to be time consuming, however
we want our Clients to remain informed and have a sense of security about their investments.

We generally set a minimum account requirement of $1,000,000 as a condition for managing a Client’s
account. However, under certain limited circumstances we may waive this requirement.

                                      FINLEY FINANCIAL, LLC
                                Part 2A of Form ADV – Firm Brochure